BEASLEY BROADCAST GROUP, INC. (NASDAQ:BBGI) Files An 8-K Entry into a Material Definitive AgreementItem 1.01.
Reference is made to Item 1.01 of this Current Report on Form 8-K regarding the Credit Agreement (as defined below). The disclosure contained in Item 1.01 with respect to such agreement and the information contained in Exhibit 10.1 attached hereto are hereby incorporated by reference in their entirety into this Item 1.01.
Item 1.01. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
On November17, 2017 (the “Closing Date”), Beasley Mezzanine Holdings, LLC (the “Borrower”), a wholly owned subsidiary of Beasley Broadcast Group, Inc. (the “Company”), entered into a new credit agreement by and among the Company, the Borrower and U.S. Bank, National Association, as administrative agent and collateral agent, providing for a term loan B facility in the amount of $225million (the “Term Loan Facility”) and a revolving credit facility of $20million (the “Revolving Credit Facility” and together with the Term Loan Facility, the “New Credit Facilities”). Proceeds from the New Credit Facilities were primarily used to repay the old credit facilities.
The New Credit Facilities are secured by substantially all assets of the Company, the Borrower and their material subsidiaries. The Company and the Borrower’s material subsidiaries guarantee repayment of the New Credit Facilities.
The Term Loan Facility matures on November1, 2023 and will amortize in quarterly installments in aggregate annual amounts equal to 1.00% of the original principal amount of the Term Loan Facility. The first amortization payment is due at the end of the first full fiscal quarter after the Closing Date and the remaining balance of the original principal amount of the Term Loan Facility outstanding at maturity will be paid in a final balloon payment. The Revolving Credit Facility terminates on the fifth anniversary of the Closing Date and loans thereunder may be borrowed, repaid, and reborrowed up to such date.
Loans under the New Credit Facilities will, at the Borrower’s option, bear interest at either LIBOR plus 4% or base rate plus 3%. Solely with respect to the Term Loan Facility incurred on the Closing Date, LIBOR is subject to a 1.00% floor and base rate is subject to a 2.00% floor. With respect to the revolving credit facility, base rate is subject to a 0.00% floor. Interest payments are, for loans based on LIBOR, due at the end of each applicable interest period unless such interest period is longer than three months, in which case they are due at the end of each three month period. Interest payments for loans based on the base rate, are due quarterly.
Under certain circumstances described in the Credit Agreement, the Company may increase the New Credit Facilities so long as the Company does not exceed a maximum first lien leverage ratio of 4.00:1.00 plus an additional $56.8million.
The New Credit Facilities are subject to customary negative covenants as well as a financial covenant that is a maximum first lien net leverage ratio (subject to a $20million cap on cash netting) that will be tested at the end of each fiscal quarter beginning with the quarter ending December31, 2017.
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This description of the Credit Agreement does not purport to be complete, and is subject to and qualified in its entirety by reference to the full text of the Credit Agreement, which is attached as Exhibit 10.1 to this Current Report on Form 8-K, and is incorporated herein by reference.
| Item 1.01. | Financial Statements and Exhibits. |
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Exhibit Number |
Description |
| 10.1 | Credit Agreement dated November 17, 2017, among the Beasley Broadcast Group, Inc., Beasley Mezzanine Holdings, LLC, the other guarantors party thereto, U.S. Bank, National Association, as Administrative Agent, Collateral Agent, Swing Line Lender and L/C Issuer, and each lender from time to time party thereto. |
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BEASLEY BROADCAST GROUP INC ExhibitEX-10.1 2 d461726dex101.htm EX-10.1 EX-10.1 Exhibit 10.1 EXECUTION VERSION Deal CUSIP 07403EAK3 Revolving Loan CUSIP 07403EAM9 Term Loan CUSIP 07403EAL1 CREDIT AGREEMENT Dated as of November 17,…To view the full exhibit click here
About BEASLEY BROADCAST GROUP, INC. (NASDAQ:BBGI)
Beasley Broadcast Group, Inc. is a radio broadcasting company. The Company’s primary business is operating radio stations throughout the United States. The Company owns and operates approximately 69 radio stations in over 16 large- and mid-size markets in the United States. The Company operates in various radio markets, including Atlanta, Georgia; Augusta, Georgia; Boston, Massachusetts; Fayetteville, North Carolina; Fort Myers-Naples, Florida; Greenville-New Bern-Jacksonville, North Carolina; Las Vegas, Nevada; Philadelphia, Pennsylvania; Tampa-Saint Petersburg, Florida; West Palm Beach-Boca Raton, Florida; Wilmington, Delaware; Charlotte, North Carolina; Detroit, Michigan; Middlesex, New Jersey; Monmouth, New Jersey, and Morristown, New Jersey. The Company serves approximately 20.1 million consumers weekly over-the-air, online and on smartphones and tablets. The Company refers to each group of radio stations in each radio market as a market cluster.